Rare Element Resources Ltd. Files Proxy Statement

TL;DR

Rare Element Resources Ltd. filed its proxy statement for the shareholder meeting. Vote your shares!

AI Summary

Rare Element Resources Ltd. filed its definitive proxy statement (DEF 14A) on July 8, 2024, for its annual meeting of shareholders. The filing provides information regarding the company's operations and governance, including details relevant to shareholder voting on matters presented at the meeting. The company is involved in the gold and silver ores industry.

Why It Matters

This filing is crucial for shareholders as it outlines the proposals to be voted on at the annual meeting, impacting the company's future direction and management.

Risk Assessment

Risk Level: low — This is a routine proxy filing providing information to shareholders and does not inherently introduce new risks.

Key Players & Entities

• RARE ELEMENT RESOURCES LTD (company) — Registrant
• 0001104659-24-078299 (filing_id) — Accession Number
• 20240708 (date) — Filing Date
• 20240820 (date) — Period of Report
• Littleton, CO (location) — Company Address

FAQ

Key Financial Figures

• $21.9 million — operation of the Demonstration Plant, a $21.9 million financial award was secured from the U.
• $44 million — squo;s original budget of approximately $44 million. In June 2023, the Company completed a
• $4.4 million — any completed a funding agreement for a $4.4 million grant from the Wyoming Energy Authority
• $53.6 m — verall project budget, of approximately $53.6 million, reflecting updated anticipated c
• $35.8 million — mon shares that generated approximately $35.8 million in gross proceeds. The Company will uti

Filing Documents

• tm2418787d1_def14a.htm (DEF 14A) — 412KB
• tm2418787d1_def14aimg001.jpg (GRAPHIC) — 12KB
• tm2418787d1_def14aimg002.jpg (GRAPHIC) — 2KB
• tm2418787d1_def14aimg003.jpg (GRAPHIC) — 10KB
• tm2418787d1_def14as1img001.jpg (GRAPHIC) — 19KB
• tm2418787d1_def14as1img002.gif (GRAPHIC) — 8KB
• tm2418787d1_def14as1img003.jpg (GRAPHIC) — 2KB
• tm2418787d1_def14a01.jpg (GRAPHIC) — 267KB
• tm2418787d1_def14a02.jpg (GRAPHIC) — 153KB
• 0001104659-24-078299.txt ( ) — 1064KB

Financial Statements

Financial Statements 3 VOTING SECURITIES AND PRINCIPAL HOLDERS OF VOTING SECURITIES 3 Broker Non-Votes, Abstentions and Voting Requirements 4 4 PROPOSAL NO. 1: ELECTION OF DIRECTORS 5 Director and Director Nominee Experience and Qualifications 5 Executive Committee 9 Director Independence 9 Family Relationships 9 Arrangements between Officers and Directors 9 Corporate Cease Trade Orders or Bankruptcies 10 Individual Bankruptcies 10 Penalties or Sanctions 10 Vote Required for Approval 10 Board Recommendation 10 PROPOSAL NO. 2: APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 11 Vote Required for Approval 11 Board Recommendation 11 EXECUTIVE OFFICERS 12 Named Executive Officers 12 SHARE OWNERSHIP TABLE 13 Change in Control 14 Quorum 14 Dissenters’ Rights of Appraisal 14 CORPORATE GOVERNANCE DISCLOSURE 14 Communications with the Board of Directors 17 Board Leadership Structure 17 Ethical Business Conduct 17 Board Role in Risk Oversight 18 NOMINATING, CORPORATE GOVERNANCE AND COMPENSATION COMMITTEE 18 NCG&C Committee Charter 18 Board Nominating Procedures 19 Gender Diversity on the Board 19 Term Limits and Board Composition 19 Compensation Functions 20 AUDIT COMMITTEE REPORT 20 Audit Committee Charter 20 Independence 20 Audit Committee Financial Expert 20 Audit Committee Oversight 20 Audit Committee Report 21 Pre-Approval Policies and Procedures 21 Audit, Audit-Related, Tax, and Other Fees 21 SUMMARY COMPENSATION TABLE 22 Narrative Discussion of Compensation and Plan-Based Awards 22 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 23 POTENTIAL PAYMENTS UPON TERMINATION 24 PAY VERSUS PERFORMANCE DISCLOSURE 24 Pay Versus Performance Table 25 Analysis of the Information Presented in the Pay Versus Performance Table 26 DIRECTOR COMPENSATION 27 INDEBTEDNES

Financial Statements

Financial Statements The audited financial statements of the Company for the fiscal year ended December 31, 2023, together with the independent registered public accounting firm’s report on those statements (the “Financial Statements”), are included in these proxy materials and will be presented to the shareholders at the Meeting. A copy of the Company’s Annual Report on Form 10-K, including financial statements, required to be filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”), for the fiscal year ended December 31, 2023 may be obtained by any registered or beneficial owner of the Common Shares, determined as of June 26, 2024, free of charge on the Company’s website ( www.rareelementresources.com ) or by written request to: Corporate Secretary Rare Element Resources Ltd. P.O. Box 271049 Littleton, Colorado 80127 E-mail: info@rareelementresources.com VOTING SECURITIES AND PRINCIPAL HOLDERS OF VOTING SECURITIES As at June 26, 2024, the Company’s authorized capital consisted of an unlimited number of Common Shares without par value of which 511,111,557 Common Shares are issued and outstanding. Each Common Share in the capital of the Company carries the right to one vote. Voting rights are not cumulative . 3 The Board has fixed the close of business on June 26, 2024 as the record date for the purpose of determining the shareholders entitled to receive notice of and to vote at the Meeting, but failure of any shareholder to receive notice of the Meeting does not deprive such shareholder of the entitlement to vote at the Meeting. Only shareholders of record at the close of business on June 26, 2024 who either personally attend the Meeting or who have completed and delivered a Proxy in the manner and subject to the provisions described herein will be entitled to vote or to have his, her or its Commo

View Full Filing

View this DEF 14A filing on SEC EDGAR